Common use of Corporate Authorization Clause in Contracts

Corporate Authorization. (a) The execution and delivery by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and have been duly authorized by all requisite organizational action on the part of Buyer.

Corporate Authorization. (a) The execution and delivery of and performance by Buyer the Purchaser of this Agreement and each of the Ancillary Agreements (to which Buyer will be it is a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and by them have been duly authorized by all requisite organizational necessary corporate action on the part of Buyerthe Purchaser.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and the Ancillary Agreements (all other Transaction Documents to which Buyer is or will be a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company the corporate powers of Buyer and have been duly authorized by all requisite organizational necessary corporate action on the part of Buyer.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer the Purchaser of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer the Purchaser of the transactions contemplated hereby and thereby are within Buyer’s company the corporate powers of the Purchaser and have been duly authorized by all requisite organizational necessary corporate action on the part of Buyerthe Purchaser, including each of the Purchaser Parties’ board of directors to the extent required by the its organizational documents, any other applicable Law or any contract to which Purchase or any of its shareholders is a party or by which or its securities are bound. This Agreement has been duly executed and delivered by each Purchaser and it constitutes a valid and legally binding agreement of Purchaser, enforceable against it in accordance with its terms.

Corporate Authorization. (a) The execution and delivery by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company corporate powers and have been duly authorized by all requisite organizational action on the part of Buyer.

Corporate Authorization. (a) The execution and delivery by Buyer Seller of this Agreement and all of the other agreements, certificates and instruments to be executed and delivered by Seller pursuant hereto or in connection with the transactions contemplated hereby (the “Seller Ancillary Agreements (to which Buyer will be a partyAgreements”), the performance by Buyer Seller of its obligations hereunder and thereunder and the consummation by Buyer Seller of the transactions contemplated hereby and thereby are within BuyerSeller’s company corporate powers and have been duly authorized by all requisite organizational corporate action on the part of BuyerSeller.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and Agreement, each of the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby Contemplated Transactions are within Buyer’s company the corporate powers of Buyer and have been duly authorized by all requisite organizational necessary corporate action on the part of Buyer. This Agreement and each of the Ancillary Agreements to which Buyer is a party have been duly executed and delivered by Buyer and constitute valid and binding agreements of Buyer, enforceable in accordance with its terms.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and Agreement, each of the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company the corporate powers of Buyer and have been duly authorized by all requisite organizational necessary corporate action on the part of Buyer. This Agreement and each of the Ancillary Agreements to which Seller is a party have been duly executed and delivered by Buyer and constitute valid and binding agreements of Buyer.

Corporate Authorization. (a) The execution execution, delivery and delivery performance ----------------------- by Buyer of this Agreement and each of the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company the corporate powers of Buyer and have been duly authorized by all requisite organizational necessary corporate action on the part of Buyer. This Agreement and the Ancillary Agreements to which Buyer is a party constitute valid and binding agreements of Buyer.

Corporate Authorization. (a) The execution and delivery by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party)by Buyer, the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company corporate powers and have been duly authorized by all requisite organizational corporate action on the part of Buyer.

Corporate Authorization. (a) Buyer has sufficient corporate power and authority to execute and deliver this Agreement and each of the Ancillary Agreements to which it is a party, and to perform its obligations hereunder and thereunder. The execution execution, delivery and delivery performance by Buyer of this Agreement and each of the Ancillary Agreements (to which Buyer will be it is a party), the performance party has been duly and validly authorized by Buyer of its obligations hereunder and thereunder and the consummation no additional corporate (or similar entity) authorization or consent by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and have been duly authorized by all requisite organizational action on the part of Buyeris required in connection therewith.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by each of Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be is a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company the corporate powers of and have been duly authorized by all requisite organizational necessary corporate action on the part of Buyer. This Agreement and the Ancillary Agreements to which Buyer is a party have been duly executed and delivered by Buyer, as the case may be and constitute valid and binding agreements of Buyer enforceable in accordance with their terms.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by each Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a it is party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by such Buyer of the transactions contemplated hereby and thereby thereby, are within Buyer’s company the corporate powers of such Buyer and have been duly authorized by all requisite organizational necessary corporate action on the part of such Buyer. This Agreement constitutes, and, when executed at the Closing, each Ancillary Agreement to which it is a party, will constitute, a valid and binding agreement of such Buyer, enforceable against such Buyer in accordance with its terms.

Corporate Authorization. (a) The execution execution, delivery of and delivery performance by Buyer the Vendor of this Agreement and each of the Ancillary Agreements (to which Buyer will be it is a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and by it have been duly authorized by all requisite organizational necessary corporation action on the part of Buyerthe Vendor.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by the Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder Registration Agreement and the consummation by the Buyer of the transactions contemplated hereby and thereby are within the Buyer’s company 's corporate powers and have been duly authorized by all requisite organizational necessary corporate or other action on the part of the Buyer.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by the Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder Amendment and the consummation by the Buyer of the transactions contemplated hereby and thereby are within the Buyer’s company 's corporate powers and have been duly authorized by all requisite organizational necessary corporate or other action on the part of the Buyer.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company 's corporate powers and have been duly authorized by all requisite organizational action on the part necessary corporate action. Assuming due authorization, execution and delivery of this Agreement by New Image, this Agreement constitutes a valid and binding agreement of Buyer., enforceable against Buyer in accordance with

Corporate Authorization. (a) The execution and delivery by Buyer Seller of this Agreement and the Ancillary Agreements (to which Buyer Seller is or will be a party), the performance by Buyer Seller of its obligations hereunder and thereunder and the consummation by Buyer Seller of the transactions contemplated hereby and thereby are within BuyerSeller’s company corporate powers and have been duly authorized by all requisite organizational corporate action on the part of BuyerSeller.

Corporate Authorization. (a) The execution and delivery of and performance by Buyer the Investor of this Agreement and each of the Ancillary Agreements (to which Buyer will be it is a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and by them have been duly authorized by all requisite organizational necessary corporate action on the part of Buyerthe Investor.

Corporate Authorization. (a) The execution and delivery of, and performance by Buyer of the Vendor and the Parent of, this Agreement and each of the Ancillary Agreements (to which Buyer will be they are a party), including the performance by Buyer of its obligations hereunder and thereunder Asset Transfer Agreement, and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and by them have been duly authorized by all requisite organizational necessary corporate action on the part of Buyerthe Vendor and the Parent.

Corporate Authorization. (a) The execution and delivery by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party)by Buyer, the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company 's corporate powers and have been duly authorized by all requisite organizational corporate action on the part of Buyer.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and each of the Ancillary Agreements (to which Buyer will be a party)Agreements, the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company 's powers and have been duly authorized by all requisite organizational necessary action on the part of Buyer. This Agreement and each of the Ancillary Agreements to which Buyer is a party have been duly executed and delivered by Buyer and constitute valid and binding agreements of Buyer, enforceable against Buyer in accordance with their respective terms.

Corporate Authorization. (a) The execution and delivery by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company corporate powers and have been duly authorized by all requisite organizational action on the part Buyer’s board of Buyerdirectors.

Corporate Authorization. (a) The execution and delivery by Buyer Seller of this Agreement and the Ancillary Agreements (to which Buyer Seller is or will be a party), the performance by Buyer Seller of its obligations hereunder and thereunder and the consummation by Buyer Seller of the transactions contemplated hereby c... (b) This Agreement has been, and thereby are within the Ancillary Agreements (to which Seller is or will be a party) will be, duly executed and delivered by Seller. This Agreement (assuming due authorization, execution and delivery by Buyer’s company powers ) constitutes, and have been duly authorized by all requisite organizational action on the part of Buyer.each Xxxxx...

Corporate Authorization. (a) The execution and delivery of and performance by Buyer the Purchaser of this Agreement and each of the Ancillary Agreements (to which Buyer will be it is a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and by them have been duly authorized by all requisite organizational necessary corporate action on the part of Buyer.the Purchaser.‌

Corporate Authorization. (a) The execution and delivery of and performance by Buyer the Vendor and Vendor Parent, as the case may be, of this Agreement and each of the Ancillary Agreements (to which Buyer will be it is a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and by them have been duly authorized by all requisite organizational necessary corporate action on the part of Buyer.each of them.‌

Corporate Authorization. (a) The execution and delivery by Buyer of this Agreement and the Buyer Ancillary Agreements (to which Buyer will be a party)Agreements, the consummation of the transactions contemplated hereby and thereby, and the performance by Buyer of its respective obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby thereunder, are within Buyer’s company the corporate powers of Buyer and have has been duly authorized by all requisite organizational necessary corporate action on the part of Buyer. This Agreement constitutes, and each Buyer Ancillary Agreement when executed and delivered by Buyer pursuant to this Agreement shall constitute, a legal, valid and binding obligation of Buyer in accordance with its terms.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company the corporate powers of Buyer and have been duly authorized by all requisite organizational action on the part necessary corporate action. Assuming due authorization, execution and delivery of this Agreement by Parent, this Agreement constitutes a valid and binding agreement of Buyer, enforceable against Buyer in accordance with its terms, subject to Creditors’ Rights.

Corporate Authorization. (a) The execution and delivery by Buyer of this Agreement and all of the other agreements, certificates and instruments to be executed and delivered by Buyer pursuant hereto or in connection with the transactions contemplated hereby (the “Buyer Ancillary Agreements (to which Buyer will be a partyAgreements”), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company corporate powers and have been duly authorized by all requisite organizational corporate action on the part of Buyer.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party)Agreements, the performance by Buyer of its obligations hereunder and thereunder as applicable, and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers the corporate power of Buyer and have been duly authorized by all requisite organizational necessary corporate action on the part of Buyer. Each of this Agreement and the Ancillary Agreements constitutes a valid and binding agreement of Buyer, enforceable against Buyer in accordance with its respective terms and conditions.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and the Ancillary Agreements (documents to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby delivered in connection herewith are within Buyer’s company 's powers and have been duly authorized by all requisite organizational action on the part trustee of Buyer and, upon execution thereof, will be duly executed and delivered by Buyer.

Corporate Authorization. (a) The execution and delivery of and performance by Buyer the Purchaser Parent of this Agreement and each of the Ancillary Agreements (to which Buyer will be it is a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and by them have been duly authorized by all requisite organizational necessary corporate action on the part of Buyer.the Purchaser Parent.‌

Corporate Authorization. (a) The execution and delivery by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby contemplate... (b) This Agreement has been, and thereby are within each Ancillary Agreement (to which Buyer is or will be a party) will be, duly executed and delivered by Buyer’s company powers . This Agreement (assuming due authorization, execution and have been duly authorized delivery by all requisite organizational action on the part of Buyer.Seller) constitutes, and each Ancilla...

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby Transactions are within Buyer’s company the organizational powers of Buyer and have been duly authorized by all requisite necessary organizational action on the part of Buyer.. No other corporate proceedings on the part of Buyer are necessary to authorize the execution, delivery or performance of this Agreement or to consummate the Transactions,

Corporate Authorization. (a) The execution and delivery of and performance by Buyer each Vendor of this Agreement and each of the Ancillary Agreements (to which Buyer will be each Vendor is a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and by each Vendor have been duly authorized by all requisite organizational necessary corporate action on the part of Buyersuch Vendor.

Corporate Authorization. (a) The execution execution, delivery and delivery performance by Buyer of this Agreement and the Ancillary Agreements (documents to which Buyer will be a party), the performance by Buyer of its obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby delivered in connection herewith are within Buyer’s company 's powers and have been duly authorized by all requisite organizational action on the part Board of Directors of Buyer and, upon execution thereof, will be duly executed and delivered by Buyer.

Corporate Authorization. (a) The execution and delivery of and performance by Buyer the Purchaser and the Purchaser Parent of this Agreement and each of the Ancillary Agreements (to which Buyer will it may be a party), the performance by Buyer of its obligations hereunder and thereunder party and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and by them have been duly authorized by all requisite organizational necessary corporate action on the part of Buyerthe Purchaser and the Purchaser Parent.

Corporate Authorization. (a) Vendor has all requisite corporate power and authority to execute and deliver this Agreement and the other Transaction Documents to which it is or will be a party, to perform its obligations hereunder and thereunder and to consummate the Transactions. The execution and delivery by Buyer of this Agreement and the Ancillary Agreements (to which Buyer will be a party)other Transaction Documents, the performance by Buyer of its Vendor’s obligations hereunder and thereunder and the consummation by Buyer of the transactions contemplated hereby and thereby are within Buyer’s company powers and Transactions have been duly authorized by all requisite organizational necessary action on the part of BuyerVendor.